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Statement
| 1.Date of occurrence of the event:2022/02/18
2.Cause of occurrence:依臺證上二字第1061700873號函文公告
3.Financial information date:2022/01
4.Cash and cash equivalents(Unit:NT'000):3,820,500
5.Financial assets at fair value through profit or loss-current
(Unit:NT'000):65,931
6.Financial assets at fair value through other comprehensive
income-current (Unit:NT'000):0
7.Non-current assets that are TWSE or GTSM listed securities (including
unrealized valuation amount) (Unit:NT'000):0
8.Short-term debt (Unit:NT'000):2,606,399
9.Short-term notes payable (Unit:NT'000):0
10.Long-term liabilities due within 1 year (Unit:NT'000):1,190,432
11.Other accounting accounts (Unit:NT'000):
Receivables from Shenzhen Damahua Investment Co.,Ltd. NT 464,617thousand
(CNY 106,500thousand)
12.Countermeasures:
1).For receivables of CNY 324 million from Quanzhou Fullshare Group,it has
refunded 10% of total investment amount,i.e., CNY 32.4 million,in
compliance with our contract before Apr.28,2017,and refunded 40% of total
investment amount,i.e.,CNY 129.6 million before Nov.13,2017.The remaining
receivables are 50% of the total investment amount,i.e., CNY 162 million.
Shenzhen Damahua Investment Co., Ltd. agreed to transfer the creditor's
rights of CNY 162 million,The first transfer payment CNY 30 million was
paid on February 9, 2021, and CNY 25.5 million was paid on December 30,
2021, and the remaining CNY 106.5 million must be paid before June 30
, 2022.
2)For receivables from Quanzhou Fullshare Group,after negotiation with
Damahua,it is willing to continue to participate in the development
because Damahua evaluated that the location and conditions of the project
still have deep commercial development value. And it agreed to transfer
the creditor's rights under the original agreement,due to local policies
and the COVID-19 that have had a greater impact on the original
restructuring project plan of Damahua,Therefore,to adjust and increase
the payment of the first creditor's right amount in exchange for the
change of repayment conditions,the two parties agreed to sign the
additional "Debt Transfer Confirmation Agreement".
3)The company's creditor's rights protection of the "Debt Transfer
Confirmation Agreement" supplemented is briefly explained as follows:
(1)Damahua confirms that,as the conditions for the transfer of the creditor's
rights agreed in the original agreement have been established,Damahua has
agreed to transfer the company's creditor's rights and all accompanying
rights at a consideration of CNY 162 million.
(2)Affected by the force majeure factors of the COVID-19 and the local real
estate policy in Quanzhou,Damahua applied for an increase in the payment
of the first debt transfer amount as a condition in exchange for
preferential credit payment conditions.The payment method was changed to:
1)Before February 9, 2021,pay the first transfer payment CNY 30 million.
2)Before December 31, 2021,pay another CNY 51 million of the transfer
payment which is 50% of the total transfer payment.
3)Before June 30, 2022,all transfer payment is paid off,accumulated to
CNY 162 million.
4)On the premise of obtaining the written consent of the company in
advance,Damahua can use the form of "debt with housing" to repay the
commercial housing that has been completed and meet the sales conditions
of the Quanzhou Fullshare project to the company as a payment for the
transfer of debt by Damahua supplementary method.The discount rate of
the real estate creditor's rights shall be negotiated separately by
both parties,and the discount rate shall be approved in writing by the
company in advance.
4)The supplementary "Debt Transfer Confirmation Agreement" has been discussed
and approved by the company's interim audit committee and board of
directors on February 5, 2021,the agreement has been signed and the company
has confirmed the receipt of the first period of creditor's rights transfer
of CNY 30 million, and received CNY 25.5 million on December 30, which is
half of the original contract, because business of Damahua needs to
maintain a large cash position at the end of the year, the remaining CNY
25.5 million will be postponed to March 15, 2022, and has been approved by
the company's audit committee and board of directors on January 21, 2022.
If Damahua fails to pay CNY 25.5 million by the due date, the company will
initiate legal proceedings to protect the company's creditor rights
interests, and regularly request Damahua's credit report to ensure that
Damahua has the ability to repay the remaining amount. Damahua's next
payment date will be March 15, nd June 30,2022 , CNY 25.5 million and
CNY 81 million must be paid respectively.Our company will pay attention to
the repayment of Damahua and report in the latest report of the board of
directors situation after receive the payment in installments.
5)According to Article 14-4 of the Securities and Exchange Act and Article
218, Paragraph 1 and Article 224 of the Company Act,independent directors
must supervise and remind the management when they discover that the
company is in danger of major damage.The independent directors have indeed
supervised the progress of the collection of the receivables that have not
yet been collected by Damahua,and reminded the management of subsequent
measures.
13.Any other matters that need to be specified:None
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